(Eddie Durham & Edgar Battle, Additional Lyric by Tim Hauser)
[Lyrics are based upon the original Count Basie recording]


[Janis' solo:]
Brothers n' sisters listen while I tell you about the strangest
thing

Somethin' you might have heard before, like a bell's familiar
ring


Topsy-thought he had it all covered, Yes sir!
Turvy, he never really had a mind to hear
What Mr. Topsy had to say


It's such a scene
Fightin' all the time

They're gettin' mean
All the sparks're flyin'
Is this a dream?

Makes you wanna cry
I'm gonna scream
What's the point?

I wonder why.

Janis' solo continued:

My, my, my, my, my people you should know -
These cats'll never get no relief
Turvy, and sweet - Top-sy - it's so pulverizin', paralyzin';

Doncha know?
(YES YES)


[Tim's solo:]
Y' know I really don't get it
That's the way it always seems to be-dread it

Everytime I come around these cats are always
Scrappin'
Yappin' all about some little fluffy piece of ding a lingin'

Stain around the elbow
A bit of this, a bit of that - you bet your dollar that the
Joint's a hellzapoppin'

Man alive!
Topsy's in a fit
Turvy's in a snit

Ain't there anyone here who can put out the fire?

This is the most exasperatin' situation tell ya

I ain't-never seen the likes of this one
And I have seen a bunch that'll really make y' think
About it

Wait a minute, hold your horses, here they comin' now

Oh Mr. Topsy you sure bring me down

Better believe you're spittin' the cotton-you are spittin' the
cotton now
Ah!

And Mr. Turvy your head's no where bound
It's somethin' I would rather do without
Ha!


[Piano Solo]


Ain't you had enough of Topsy Turvy
I've had more than I can handle n' it's tested my patience
now

Sick and tired of this crazy scene
I'm a little more than sick n' tired, oh, I'm really wired
There's another way to go about this brother

Won'tcha hear me now, got'ta dig what I'm 'bout to tell ya
Loving one another's what I mean
-Boy love'll really straighten y' out - If you'll only check it

out

It's such a scene

Fightin's such a crime
Now, they're gettin' mean
Bound t' lose their mind

Man, is this a dream?
Wastin' so much time
Help! I'm gonna scream
Wastin' yours
And wastin' mine


Topsy Turvey's World is Topsy Turvy
A little lovin' might undo it
Just because they can't meet in between


Woe, (oh) Woe (no) Woe (oh) Woe (no) Woe
Woe, Woe, Woe, Woe, Woe
Woe, (oh no) Woe (oh no) Woe (oh no) Woe (oh no)
Woe
Top-sy Tur-vy Top-sy Tur-vy Oooooooh


What a pity.